PRINT & DESIGN
1.1 The Buyer means the person or company who agrees to buy goods or services from the Seller.
1.2 The Seller means Igloo Creative Agency Limited of – Registered Office: 395 – 397 Woodchurch Road, Prenton, Wirral CH42 8PF
1.3 Conditions mean the terms & conditions set out in this document and any special terms &
conditions agreed in writing between the Buyer and the Seller.
1.4 Delivery date means the date specified by the Seller when the goods are to be delivered.
Goods means the articles or services which the Buyer agrees to purchase from the Seller.
1.5 Price means the price of the goods excluding any carriage, packaging insurance or VAT.
2.1 These conditions shall apply to all contracts for the sale of goods by the Seller to the Buyer to the exclusion of all other terms & conditions including any terms & conditions which the Buyer may purport to apply under any purchase order, confirmation of order, similar document or by virtue of any previous dealings with the Seller.
2.2 All orders for goods shall be deemed to be an offer by the Buyer to purchase Goods pursuant to these conditions
2.3 The placing of an order shall be deemed conclusive evidence of the acceptance of these conditions by the Buyer.
2.4 Any variations to these conditions, including any special terms & conditions must be agreed in writing by the Seller.
3.1 Work carried out whether experimental, or otherwise, at the Buyer’s request will be charged for whether or not the order proceeds.
3.2 Author’s corrections including alterations in style and the cost of additional proofs necessary by such corrections will also be charged whether or not the job proceeds.
3.3 Proofs of all work will be submitted for the Buyer’s approval and the Seller excludes liability for any errors not corrected by the Buyer on the approved proof.
3.4 Should work be suspended or cancelled, for whatever reason, by the Buyer or delayed through any default of the Buyer, the Seller will be entitled to payment for work already carried out and, if applicable, any additional costs or expenses incurred by the Seller in order to comply with the order.
4.1 The agreed price shall be the price stated on the quotation or order acknowledgement. If further work or hours are undertaken, the client will be contacted before work continues to agree additional costs.
4.2 At the discretion of the Seller, a credit account may be opened upon the Seller receiving two satisfactory Trade and one Bank references. All credit accounts are strictly net and due for payment on the stated date of invoice. (Usually 7 days).
4.3 At the Sellers absolute discretion, in the event of overdue payments a daily rate of interest will be charged equivalent to 5% above the prevailing RBS base rate on any amounts overdue and until the debt is paid for in full. This is inclusive of retained clients, whether contracted or rolling contract terms.
5.1 The quantity and description of the Goods shall be as determined in the Sellers quotation and where applicable approved proof.
6.1 The Seller warrants that the Goods will at the time of delivery correspond to the description as set out in the quotation and where applicable, the proof provided by the Seller.
6.2 Except where the Buyer deals as a consumer as defined in the Unfair Contract Terms Act 1977 Section 12 all other warranties conditions or terms relating to fitness for purpose, merchantability or condition of the Goods whether implied by statute or common law or otherwise are excluded.
7.1 The specification and design of the Goods (including the copyright, design right or other intellectual property in them) save where expressly agreed to the contrary in accordance with
7.2 hereof shall as between the parties be the property of the Buyer.
7.2 Where any design, layout, format or other reduction to material form is the Seller’s creation then the Seller may retain copyright design right or other intellectual property in that creation provided that the same shall be agreed in writing between the parties.
7.3 Where any designs or specifications have been supplied by the Buyer for manufacture by or to the order of the Seller then the Buyer warrants that the use of those designs or specifications for the manufacturing, processing, assembly or supply of the Goods shall not infringe the rights of any third party.
7.4 The Seller shall be indemnified by the Buyer in respect of any claims costs and expenses howsoever arising (whether direct, indirect or third party) out of any infringement of copyright, trademark, patent or design.
8.1 Metal film glass and other materials used by the Seller in the production of type, plates, moulds, stereotypes, electrotypes, film setting, negatives, positives and the like shall remain the exclusive property of the Seller.
8.2 Type may be distributed and lithographic, photogravure or other work defaced immediately after the order is executed unless written arrangements are made to the contrary.
9.1 The Seller may in its absolute discretion reject any paper, plates, disks or other material supplier or specified by the buyer.
9.2 If applicable, any costs incurred will be charged if materials supplied by the Buyer are found to be unfit for reproduction.
9.3 Where the Goods are defective as a result of materials supplied or specified by the Buyer the
Seller’s liability shall be excluded in respect of resultant defects provided that the Seller has
exercised reasonable skill and care. The Price will remain payable by the Buyer.
9.4 Quantities of materials supplied by the Buyer shall be adequate to cover normal spoilage.
9.5 Without prejudice to clauses 3 and 8 hereof, where any text, illustration or other matter supplied to the Seller in a digitised form, on a disc or through a modem and is not suitable for outputting on equipment normally adequate for such purposes without adjustment or other corrective action by the Seller the Seller mat charge for the costs incurred in taking such corrective action as in its discretion is required provided that the Seller shall not be responsible for any defects in the work whether negligent or otherwise caused by the unsuitability of such data nor any loss whether direct, indirect or third party arising out of any delay in delivery as a result of the corrective action.
9.6 The Seller’s liability is excluded in respect of damage to materials supplied by the Buyer occasioned by the Seller or its lawful agents and the Seller shall not be required to return material so supplied to the Buyer.
9.7 The Buyer must ensure that any discs supplied to the Seller are free from computer viruses.
This applies whether the files are supplied on disc or direct data transfer (such as ISDN link or via the internet).
9.8 The Buyer will indemnify the Seller against any loss of, or damage to, and or restoration of any of its data or computer systems caused by a virus in any artwork or other media that the Buyer has sent to the Supplier (together with the cost of removing such viruses). The Buyer will indemnify the Seller of any claims, costs and expenses arising from the infection with such a virus, including amounts paid on a lawyer, or solicitors advice in the settlement of any claim (including with a third party to whom a virus may have been spread).
10.1 Delivery of the Goods shall be deemed to have taken place when the Goods are delivered to the Buyers nominated address or collected from the Seller. In circumstances of a digital format such directory listing or marketing email, the delivery will be via email address to the Buyer.
10.2 Where the Goods are delivered to the Buyer’s nominated address the risk in the Goods shall immediately pass to the Buyer.
10.3 Where the Goods are collected from the Seller the risk in the Goods shall immediately pass to the Buyer.
10.4 Should urgent delivery be required an additional cost may be incurred. If applicable, the cost must be agreed in writing between the parties.
10.5 The Goods shall be marked in accordance with the Buyer’s instructions and all lawful requirements and shall be properly packed and secured for delivery to the Buyer in an undamaged condition.
10.6 The Seller shall not be liable for indirect loss or third party claims occasioned by delay or damage to Goods in transit.
11.1 Where a proof has been submitted by the Seller to the Buyer and the Buyer has approved the proof the Buyer shall be deemed to have accepted the Goods to the extent that they correspond with the proof and the Buyer shall not be entitled to reject Goods which correspond with the proof.
11.2 COLOUR PROOFS – due to differences in equipment, paper, inks and other conditions between colour proofing and production runs, a reasonable variation in colour between proofs and the completed job will be deemed acceptable unless otherwise agreed.
11.3 Notwithstanding the above the Buyer shall be deemed to have accepted the Goods 24 hours after delivery to the Buyer.
11.4. After acceptance the Buyer shall not be entitled to reject the Goods.
12.1 The Buyer shall take delivery of the Goods tendered notwithstanding that the quantity delivered may be either greater or less than the quantity purchased provide that such discrepancies shall not exceed 5% for work in one colour only and 10% for other work. The Buyer acknowledges that the price shall be adjusted pro rata to the discrepancy.
13.1 Notwithstanding delivery and the passing of risk, the Goods shall remain the sole property of the Seller until the Seller has received payment in full for the Goods.
14.1 Where the Buyer rejects any Goods then the Buyer shall have no further rights whatever in respect of the supply to the Buyer of such Goods.
14.2 Where the Buyer accepts or has been deemed to have accepted the Goods then the Seller shall have no liability whatever to the Buyer in respect of those Goods.
14.3 The Seller shall not be liable to the Buyer for late delivery or short delivery of the Goods.
15.1 Where a claim arises the Buyer must notify the Seller in writing within three days of the date of delivery.
15.2 Where the Sellers work is defective for any reason the Seller’s liability (if any) shall be limited to rectifying such defect.
15.3 The Seller’s liability (if any) in respect of consequential loss is excluded.
16.1 Every effort will be made to carry out the contract but its performance is subject to cancellation by the Seller or such variation it may find necessary as a result of inability to secure labor, materials or supplies or as a result of any Act of God, War, Strike, lockout or other labor dispute, fire, flood, drought, legislation or other causes beyond the control of the Seller.
17.1 Any dispute arising out of a contract to which these conditions apply shall, at the Seller’s option, be referred to one or more arbitrators appointed by the British Printing Industries Federation.
18.1 These conditions and all other express terms of the contract shall be governed and construed in accordance with the Laws of England.
Creative. Curious. Collaborative.
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